Inside the Parallel
by BrusselsSprout
Summary: Parallel lines should never meet, parallel lives should never insect. The story explores the level of manipulation by AIDA in the Framework, through a series of parallel moments of the life of Fitz. Framework Fitz is evil, so there are some mature themes to explain why he turns out that way.
1. Chapter 1

_Prologue_

 _1995_

The class is utterly boring again. He has a hard time paying attention, so Leo's eyes are wandering off from the face of Mrs Robertson, his math teacher, towards the window. He is thinking about his project at home and tries to figure out why his drone got off balance a few minutes after take-off.

"Leo, Leo." He hears someone calling him. His exasperated math teacher is standing in front of his desk. "I would appreciate an answer, young man." She says sternly.

"Yes, Mrs Robertson. Would you mind repeating the question please?" he asks politely. His classmates start to stare and giggle. Leo ignores them.

"If only you paid attention, Leo. You have such potential." sighs Mrs Robertson. "Could you please tell us what a parallel is?"

"Most certainly. Parallel lines are lines in a plane which do not meet, intersect or touch each other. They cannot share a single point." he replies. "At least not in a Euclidean space." he adds quickly.

Mrs Robertson looks at him with surprise. "I would like to talk to your parents, Leo." she says after a moment of stunned silence.

Leo shrugs then nods, but he is worried. Dad has a tendency to get worked up after these meetings and that usually means more yelling. All Leo wants is to go home, hide in his room and figure out the balance problem of his flying Lego drone.

 _Chapter 1_

 _1997_

"Look at me when I'm talking to you, Leopold." his father is angry now. Leo knows the signs; he is spinning out of control and there is no stopping. He keeps staring at his shoes trying to filter out the screaming. He is nervously fidgeting with a coupling that was in his hands when his father stormed into the room fuming.

"How could you be so stupid again? I have to sit through the smug headmistress' speech about how my son let half the class copy his homework. That he is a bad influence on others. What's wrong with you?"

Leo knows that it's useless, but still he tries to defend himself. "Dad, I'm sorry, I was only trying to help Dave… He is my best friend."

"Your best friend? You are too gullible… and cannot think for yourself." He yells.

Leo drops the coupling, which falls to the ground with a loud clang. The sudden slap on his face is sharp and it burns his ears. He staggers back and tears start stinging his eyes. Not so much with pain, but with humiliation.

"What are you? A girl? How on earth did I end up with a worthless little wimp like you? This is your mother's work and I don't want anything to do with it." yells his father. Leo's mind shuts down. All he wishes is to be anywhere but here. All he wants is the screaming to stop.

"That's enough, Alistair" he hears his mother's soft voice interjecting. "Leave him alone."

His father's anger is instantly redirected at her. "Just stay out of this. Haven't you done enough harm? Just look at him! A crying freak."

"Stop!" she says now more forcefully.

Leo sees his father raising a fist, but then instead he storms down the stairs, his mother following.

Leo slides onto the floor with his back against the wall. He hugs Chimp, the big, stuffed monkey that has been his companions since he got it for his second birthday tight and buries his face into its fluffy fur to muffle his sobs. He hears the echoes of his parents raised voices then he hears the front door slammed shut. Then silence.

The approaching footsteps belong to his mum. "He left?" Leo asks quietly as his mum sits next to him on the floor and wraps an arm around his shoulders. She nods.

"I'm so sorry, mum. I know it's my fault. I don't know how not to disappoint him." he mutters.

"Look at me, Leo. None of this is your fault. You are the most important to me in this world and I love you. We'll get through it together, I promise." she smiles at him and Leo sees the sadness in her eyes, but smiles back at her as a silent promise. His mother gently caresses his face and the burning feeling where his father has hit him slowly fades away.

 _Following day, in the Framework_

The last bell of the day rings and Leo hurries through the school gates, anxious to slip away unnoticed from the group of bullies that tormented him on his way home for the last two weeks. He stops at the crosswalk as he hears the sirens of an ambulance. As the ambulance turns around the corner, it vanishes right before Leo's eyes. Instead, a cab is stopped now, just in front of him, the driver impatiently waiting for him to cross. Leopold shakes his head trying to make sense of what just happened.

Suddenly, he freezes when he sees his father approaching. _What is he doing here? He should be at work,_ the boy thinks.

"Father… What.. erm" he stutters nervously.

"Come with me, Leopold." he says and leads him to his car. "Get in."

"Where are we going, Father?" he asks nervously.

"Look, son. I want to give you another chance. I have been thinking and I don't want to be responsible for wasting that potential of yours. We live in a hard world, and it is my job to make you into a man, into a survivor. I did not spend as much time with you as I should have, that's why you are becoming weak like your mother. This will change now. I discussed with your mother and she agrees it's best if you live with me for a while." he says. "It will be a fresh start for both of us. We'll have a new place to live, a new school that will bring the best out of you. You need to be taught hard work and respect."

Leopold tries to understand what his father is saying. "Is mum coming with us?" he asks finally.

"Your mother and I have decided to separate, Leopold. It's what's best for everyone."

"Can I go and see her?" Leopold asks choking back the tears that are stinging his eye.

"Not now, at least not while we are getting used to our new lives. I already took your things to the new house" his father says and parks the car in front of a small brick house.

They enter and everything feels wrong. There are no pictures on the wall, no potted plants, there is no smell of supper cooking on the stove. It does not look like a home at all. Leopold follows his father to his new room. All the furniture is dark. His posters, some of his books and most of his toys are missing. Most painfully, Chimp is not there. He bites back the question, as he knows all too well his father's opinion as regards 10-year old boys sleeping with stuffed animals.

"Pack your things for school tomorrow, Leopold. I'll order us some food." he leaves the room.

Leopold collapses on the bed and buries his face in a pillow. Nothing about this feels right. He feels like throwing up, his breaths are shallow, his brain is not working and he is scared. He has a vague feeling of being trapped, but he doesn't exactly know where. He wants his mum more than anything in the world, but instead of crying, he just hugs his pillow tighter.


	2. Chapter 2

Chapter 2

 _1997, Two weeks later_

School has been boring as usual, but the day has been fruitful nonetheless. Leo is walking home briskly, excited about the new sketches he made during the day in his notebook. He is itching to start building small-scale models as soon as he gets home. He is taking stock in his head if all the parts needed are in his tinkering box. He's so lost in thought that he almost gets run over by a car at the crosswalk.

When he gets home, something is strange. The first thing out of place is the smell of cigarette smoke. Then some things are missing from the living room: some pictures, an armchair, the TV. He finds his mum in the kitchen sitting at the counter with a glass of wine and a cigarette.

"Since when do you smoke, Mum?!" a question and a disapproval. "What happened?"

"Leo, sit down." his mum says. Her tone of voice sounds serious. "Your father was here earlier today. He took his things away. We are divorcing.".

"It's because of me, isn't it?" Leo asks sadly. The house has been calmer without his father, but he cannot help missing him. He remembers the good times; wrestling on the floor, watching football, getting his first electronic screwdriver, building things together. There were good times, though lately more bad than good.

"Leo, I told you, it's not because of you. We just, we didn't get along much lately. We tried, but we could not work it out." She is struggling to explain.

"I don't think he ever liked me." Leo says.

"He was so happy when you were born. We both were. It was the happiest day of my life." she smiles at him. "He loves you in his own way, but it's just… well, he doesn't really know how to love someone well."

"What do you mean, mum?" Leo asks. After all, he is only ten and this talk of love goes a bit over his head.

"For him, loving is all about control. But to really love somebody means you give them freedom, you give them a choice, even if that choice hurts you." she says. "You'll understand it a bit later. He believes in you, and he knows that you can do anything you set your mind on. But he has always wanted you to do it his way. Perhaps to be someone he could never be."

"And you, mum? Who do you want me to be?" Leo asks quietly.

"I just want you to be you. My baby who is growing up way too fast and who is sleeping with a stuffed monkey, but talks to me about science and I realize I cannot follow." his mum now hugs Leo with a tear in her eye.

"You know," she changes the subject "I had a meeting with your headmaster today. He thinks that you should follow a special learning plan for gifted students. You could finish school faster, he says. Do you think you would like that? It may be more challenging, but the teachers seem to think it would be the right thing for you."

Leo thinks for a moment. Hard work is not something he is used to, but he is intrigued. "So I could start studying physics and advanced maths now?"

"Yes, I think so." her mum replies.

"I think I would like to try that." Leo replies, excited.

"Good. We will meet them tomorrow to sort out your study plan. And if you don't like it, you can still go back to your class." she smiles.

 _1997, two weeks later inside the Framework_

When the classes end, Leopold starts running down the street in the direction of his old house instead of going home. It has been two weeks since he went to live with his father and he hasn't heard from his mother since. He tried calling her one night but no one picked up the phone.

He is having a hard time getting used to the new private school; there is more discipline and rigid rules, his classmates are extremely competitive ( _mostly from hoity-toity families, he has no idea how his father can afford this place_ ), and since he can outsmart them on almost all subjects with little effort, after two weeks, he already has a reputation and no friends. He misses his old life; he wants to ask his mother about going back to his old school, his old house. Most of all, he wants to know she is all right.

When he finally gets to the house, the window-panes are closed and the door is locked. He rings the bell, but doesn't expect an answer. He fishes out the key from his backpack and opens the front door. He feels a cold rush of air and can tell immediately that the heating has not been turned on for a while. He goes to his old bedroom, where he finds his tinkering box the way he had left it. Chimp is on his bed. After a moment of pause, he grabs the monkey and stuffs it in his rucksack. He goes to his parents' bedroom, and then rummages around the living room for possible clues, but to his frustration, he doesn't find anything. He opens the fridge door and sees the milk has gone off. _Mum has not been here for at least a week._ Empty handed, and not knowing what else to do, he tracks across the city to his new home.

When he enters the door, he finds his father sitting at the kitchen table. His eyes are cold as ice and although he is not yelling, Leopold feels his bubbling anger as he asks through gritted teeth:

"Where have you been, boy?"

Leopold considers for a moment coming up with a lie about a friend or an afterschool project, but finally opts to tell the truth: "I went to see Mother. But she was not there. I know you are hiding something from me, what aren't you telling me, Dad?"

"What you did was reckless and disrespectful and there will be consequences, boy. But at least you are not lying anymore. If you want to know what happened to your mother, fine, I will take you to her. But remember, everything I do, I do it in your best interest." he adds and grabs his coat.

After a long and silent ride they arrive at a big, dark building, which looks like a prison from the outside.

"What is this place, Father?" Leo asks. Instead of replying, his father motions him to follow. They enter a dark reception area, with orderlies dressed in white. A guard stands in their way: "Visiting hours is only on the weekends." he says.

"My son needs to see his mother, right now. Can you get me the doctor on call?" Alistair Fitz asks. When the doctor arrives, they talk with his father in hushed voices and Leopold cannot make out what they say. He looks around and manages to read one of the staff badges " _psychiatric hospital_ ". Finally the doctor tells them to follow and shows them to a dark room.

Leopold sees his mother on a bed, but even though her eyes are open, there is no recognition in them, when he holds her hand.

"Mum, mum, it's me. It's Leo." he pleads, but there is no response, and his mother's hands feel cold a limp.

"She had to be sedated." explains the doctor. "She was hysterical again, out of control. She needs to stay with us to get better for a while."

Leo looks at his father. "I only wanted to spare you from this, Leopold. There is nothing for you to do here. Let's go home, son."

They drive back in silence, and Leopold closes his eyes pretending to be asleep. But still the pieces make no sense. Sure, his mother was unhappy, and his parents often fought bitterly, but there was never an indication that she was sick.

When they get back to their house, he mutters good night and starts to head to his room. He has no appetite.

"Stay, Leopold." his father commands. "We still have to talk about actions and consequences. You chose to disobey me, you were reckless and disrespectful. You need to learn this, better sooner than later; your choices _always_ have consequences in this world."

With this, he pulls off his belt. Leopold stares at him with disbelief. _He cannot be serious, this cannot be happening._ His father has hit him on rare occasions before, always in drunken rage. Not like this, deliberately, with purpose. He braces himself, resolved not to cry out.


	3. Chapter 3

Chapter 3 – Feedback loop

1998 -2004

"Mum, am I really odd?" Leo suddenly blurted out in the middle of the dinner.

"What brought this on, Leo?" his mother looked up surprised.

"It's just something Amy said." Leo has been helping Amy with math assignments and he thought they were friends. Her calling him names like odd, weird and dork confused him.

"You shouldn't pay attention to any of that. The way I see it, you are extraordinary – not quite like the others. So yes, in a way it makes you odd. But in a good way." she replied.

"I could pretend to be more normal, perhaps? I could make friends that way…" he looked at her.

"I've learnt the hard way that it is not a got idea to try to pretend something you are not." she replied sadly.

"Is that what happened with you and father?" Leo couldn't bite back the question.

"Maybe … lot's of things happened between your father and me. I guess both of us saw wat we wanted to see. Anyways, listen to me, you will find friends, true friends and they will see the real you and love you for it." she said with conviction.

"Come on, mum, of course you would have to say that." Leo retorted somewhat unconvinced.

"Just wait and you'll see, smarty-pants." she smiled at him. "Maybe you'll get a chance already tomorrow. Mr Brown called me that he sent some of your latest sketches over to his old professor, a guy named Dr Clark. He was apparently quite impressed and offered to meet you at his engineering lab. If you're interested of course."

"Really? I get to meet professor Clark? In his lab? Mum, he's a robotics legend! He worked with the Stark industries." Leo exclaimed and jumped up so fast that he almost knocked the whole table over. His heart was racing with excitement, and he completely forgot about Amy and her stupid comments.

 _Framework_

"Leopold, you are doing it again." his father's displeased voice jolted Leopold out of his thought process. He tensed up. He had been trying very hard to please him and he was starting to get better it, at least it felt like it. He had learnt the hard way that life was easier if he kept on the good side of him.

"Father, I'm sorry?" he apologized with a question as he had no idea what he was apologizing for.

"You are fidgeting again, son. No matter how smart you are, people will never respect you behave like an oddball. Projecting confidence and control at all times is half success. But what with your constant flapping, Dr Quinn will think you're weird. We are talking about your future. I pulled some strings to get you this interview, but if you can work with him, it can go a long way to get you through the right doors" his father reminded him.

"Yes, father, of course." Leopold said and tried to focus on keeping his body still _. Father was right, he had to get rid of the quirks,_ so people would respect him.

"Do we have ice cream?" Leo asked, mouth still full of popcorn.

"Seriously, how much can you eat?" his mother teased.

"Well, let's put it to the test with ice-cream. You know, I could design a much better superhero suit than that." Leo said as he returned his attention to the movie.

"I'm sure you could. Is that what you would like to do?"

"Well that, and maybe build an airplane. An incapacitator maybe? But you know, I also like maths and frankly quantum physics is just amazing. I'm so glad I ended up in with Professor Clark – he is the best really. He thinks I could finish my PhD in a few years working with him and in parallel get all the undergrad credits."

"I frankly don't understand what's the hurry. But if that's what makes you happy, then I can't wait to read you PhD on the quantum physics aspects of superhero suits." she said.

"There is no such thing, mum." Leo started then looked at her… "I get it, you are joking. So, is there any ice cream?"

 _Framework_

"What is this nonsense, Leopold?" his father asked, flipping through his notebook.

"Oh, they are just sketches of some ideas I had." he replied shrugging. "I collect them in case they are of any use later."

"I see that. I just don't see how wasting your time with all these will get you ahead. You should really focus on the assignment Dr Quinn gave you. What is it that you are working on again?" he asked.

"Well, it's supposed to be secret, so I cannot tell you the details. But we are perfecting the delivery mechanism of a new weapon." Leopold replied.

"And you should be concentrating on that instead of these." Alistair Fitz gestured at the notebook and looked again closer. "Is this body armour?"

"It's a superhero suit, with a flexible polymer…"

"Superhero? What a bloody waste of time, Leopold. How can you be so stupid wasting time on this? I thought you have smartened up, lad. You could be finishing your doctorate." His father now was starting to get angry. "The real heroes of this world are men making the hard choices to protect people from aliens and freaks. You are meant to be one of them, but you need to leave these childish ideas of yours behind."

"But, Father … "

"No buts. I only have your best interest in mind, don't you give me the lip, boy." his father started to yell.

Leopold knew from experience that argument was futile.

"I want you to burn it." his father said.

"Excuse me?" Leopold asked horrified.

"The notebook. Burn it. We don't want you distracted anymore with this child-play. I need to know you can do what needs to be done." his father's tone was harsh.

"Father, it could come handy at one point." Leopold protested weakly.

Alistair Fitz stood up and towered threateningly over him. "This was not a request, son. You still live under my roof, I need to know that I can trust you to follow my instructions."

"Yes father, of course." his voice was barely a whisper. He took the notebook and with trembling hands threw it on the fireplace. He watched with regret as the orange flames engulfed it. It felt like his dreams have turned into smoke and ashes.

Leo woke up in the hospital and found his mother looking at him worried. He tried to sit up and remember how he got there, but he got almost blinded with a pounding headache.

"Ouch. What happened?" he asked.

"I should ask you that, Leo. I ended up getting a call in the middle of the night to come to the hospital because someone found my 15-year old son passed out on the street. Drunk. You could have frozen to death!" her blue eyes were clouded over with anger, she hardly ever yelled at him.

"I'm sorry, mum. I didn't want to cause you worry." Leo raked his brain, trying to remember what happened. "I….I went to Karen's party, she insisted. I didn't really drink though. Only a small beer maybe."

"Leo, you hang out with people who are much older than you, but you are still a child." she said. "Mum, I'm not a…" he interrupted, but she held up a finger and continued louder "I am still responsible for you. I let you go to the university and work in the lab, because I trust you not to do reckless things"

"They must have spiked my drink with something" Leo said. "I… I trusted Karen. I thought she was my friend, but I think it was a prank."

"A very bad one." his mother hissed. "Well, I am not saying not to trust people. Trust is a risk you take every day, if you want to have friends. And everyone deserves a second chance. But you need to choose well your friends and Karen apparently may not be the best choice. I am going to have a talk with Professor Clark. And Leo, no more parties for now, OK?"

"OK, mum. I didn't really like it anyway. I much prefer watching Dr Who with you." he smiled at her.

"Oh, don't try to charm your way out of this, young man. I am still angry with you." she said, but her eyes were soft now with affection.

 _Framework_

He couldn't believe Chris would do that. He asked him for advice on a battery problem he was having, and when Leopold figured it out, he went and took all the credit for it. And the bastard's device got first place in the Quinn enterprise competition, he fumed.

"What's the sour face, lad?" his father asked. Leopold told him the story. "The son-of-a-bitch betrayed me. He plagiarized MY idea and is now trouncing around the lab like god's gift to science"

His father put a hand on his, "Son, how many times did I tell you, to be betrayed…"

"… you have to have trust in the first place." Leopold finished.

"You see? Well, this is what I have been talking about. But if instead of trusting your old man, you prefer to keep making your own dumb mistakes… well, I cannot stop you." Of course, his father was right. Again.

"I'm sorry, I don't want to disappoint you father. I thought we were all on the same team… "

"It's time to learn a hard truth. This is an every-man-for-himself kind of world. I am the only one who is on your team. The others have interests. Sometimes aligned with yours, sometimes not. You need to learn to use them and not let them use you. But you should not trust anyone."

Leopold nodded. "I will beat him. After all, I have other ideas that will make his device look like a worthless toy.

"That's my son." his father looked at him proudly and Leopold felt a bit better.

Mother looked pale against the white sheet in the fluorescent light of the hospital. But she was awake.

"You gave me a fright, mum." Leo held her hands gently.

"It's nothing, Leo. Just a nasty infection. I'll be out of here in no time. No need to hover over me." she replied.

"I don't want to lose you, mum." he said seriously. "The doctors seem to think you could have died."

"Well, here I am. Not going to get rid of me so easy. I'm a tough bird, you know." she joked.

"Is this a joke to you? Aren't you afraid? Of dying?" he asked.

"It cannot be all bad. I suppose it's a bit like life was before I was born. That wasn't so bad? But of course, I want to live. I want to see you become a famous professor, and see a superhero fly around in the suit you built and I want to cry at your wedding, when you marry a lovely girl and I definitely want to spoil my grandchildren rotten." Leo felt himself calm down – she always knew how to make him feel better. "Come on, worry-wort, head back to the lab, I'll have a little nap."

"OK, mum. Just get better. I'll be back in the evening." Leo kissed her on the cheek.

"I know you will, my little monkey." he heard her whisper as he left.

 _Framework_

It was a cold and wet day they buried his mother. Leopold was standing at the grave, trying to remember his mother, how she was before – before the hospital, before they moved out with father. The memories were like the rainbow, bright greens and violets, and smelled like popcorn, pancakes and breakfast bacon, and they were glowing warm. These memories were now locked safely away, it was too painful to look at them – especially compared to memories from the hospital: grey and white, smelling like disinfectant and distinctly cold.

He tried to recall the last time he went to see his mother – it must have been at least two months ago – but it became harder and harder to remember why he wanted to come in the first place. She was mostly heavily sedated, not able to carry a conversation. Two strangers staring at each other. His mother faded away in the hospital and was never herself again. The final step, the final betrayal was just a logical consequence. _What kind of mother abandons her child? Father was right, she was too weak, too fragile for this world. If she loved me, she would have found the strength to live on._

Leopold kept staring at the grave, realizing that he had cried all his tears for her a long time ago, and there was nothing left, but a mother-shaped vacuum.

"I have someone to meet you here, Fitz" Professor Clark yelled for him.

Leo Fitz, who in the lab preferred to go by the name Fitz these days, went over to the little office in the corner of the lab, where a woman was sitting. She extended a hand to him and Fitz awkwardly shook it. "I leave you two to it." said Clark nodding at the woman as he left the office.

"Dr Fitz" _she clearly heard about his recently finished PhD,_ "my name is Agent Weaver." _Agent of what, am I in trouble?_ was the first thought that crossed his mind.

"Have you heard of SHIELD, Dr Fitz?" she asked. Fitz nodded. _Shield, Hydra, World War II, Peggy Carter. History was definitely not his favourite subject in school, but he wasn't a complete ignoramus_.

"We've had our eyes on you for a while." she said

"On me? Why on earth would…" Fitz asked. "Why would a secret spy organization have an eye for me?"

"That's not all we do. We have a very strong science division. One, where only the best of the best can apply. SHIELD deals with aliens and powered people of course, and we research technology that comes with all that. What it can do and what we can do with it. It is cutting edge science. We trust that you would be the right person to make a contribution, if you are interested."

Fitz thought there a second. _Alien technology, superheroes, cutting edge_. The woman was like a fairy godmother offering to fulfil his childhood dreams. Still, he had a hard time of picturing himself as agent of anything.

"Professor Clark has worked with SHIELD for many years." Agent Weaver added. "Maybe he can talk to you a bit – well, most of it is classified."

"If I say, yes, and mind you, I'd have to ask my mum, but if we say yes, what are the next steps?" Fitz asked.

"You will sign this non-disclosure agreement, and I will be happy to talk you through the rest and explain also what you can share with your mother. I have been doing this for a while now, and I am certain that you would be a great fit for our agency. And what's more, I think you will love it. It's a match made in heaven." Agent Weaver smiled.

 _Dr Leopold Fitz, agent of SHIELD. Actually, sounds quite right._

 _Framework_

"Father, can I talk to you for a moment, please?" Leopold pressed his hands together behind his back. He was nervous, but tried to remain still and control the trembling of his voice. "I had a visitor today with an interesting proposal."

"What visitor?" his father asked.

"An agent of SHIELD. She made me an offer to join their Academy, it sounded rather intriguing." he explained.

"Intriguing? Let me guess, they tried to spin your head with alien crap and superheroes. I told you, Leopold, to forget all these."

"Father, imagine the possibilities, the scientific discoveries I could make." Leopold insisted.

"I said no. SHIELD is not the right place for you. Don't you trust me? Haven't everything I've done been in your best interest?" his father's gaze was piercing, Leopold tried to look away. "No, look at me. You have been doing so well lately, finishing you PhD. You have earned the right to know, Leopold. SHIELD is not the right place for you, because our allegiance is with Hydra."

"Hydra? You can't be serious, Dad?! They are a bunch of Nazis." Leopold exclaimed. The blow came so sudden and so hard, he almost fell over. _He hasn't hit me lately,_ the thought flickered into his mind as he tasted blood.

"Lies, lies. There will be a war soon and sides will have to be taken. Hydra's mission is to protect order, to protect humanity, not to try to please aliens and so-called enhanced lunatics. And I expect you to be on the right side of this war. Your brain will be a weapon and who knows, you could go far, very far in leadership. Hydra has taken care of us all these years and we owe them our loyalty, Leopold. You understand?"

Leopold stood there dumbfounded. The world was upside down. It had been like that for a long time, but his father was a constant. He took care of him. He taught him how to be a man, a survivor. The man earned a trust. "Of course, Father." he said.

His father put a hand on his shoulder and said now gently "Good. I knew you wouldn't let me down. The good news is that it doesn't mean you don't get to go to an academy…" he said with a wink.


	4. Chapter 4

September 2004

SHIELD Academy

Fitz was exhausted. He was still jet-legged after his move, spent the whole day unpacking his things, trying to find space for everything in his new room. It was small, but functional, and to his delight, he had a small inbuilt work-bench to fiddle with his designs.

The rumbling in his stomach reminded him that he was famished. He tried to find in the orientation leaflet ( _more like a handbook)_ how and where he was supposed to get dinner. Then he realized, _oh hell, almost forgot about the official welcome thingy._ He wondered what he was supposed to wear for such an occasion. Jeans and a shirt with tie, he decided. He pondered for a moment if it would be OK to skip it – he was not very good with strangers, after all - but decided, that it may be a good thing to size up the competition. SHIELD was supposed to be the "top of the top" talent. Until this point he never had a problem staying ahead, but every time he moved to a new place, he heard the familiar voice in his head telling him that he would not measure up.

He stepped out of his dorm and followed the stream of cadets, as they all headed towards the main hall. He entered the room and found a spot next to the wall in the back. He hated introductory small talk _and_ _really, really sucked at it_ so he chose to observe the room as his classmates started to mingle. Predictably, they were all older him, early to mid-twenties. Men and women, looking like adults, wearing smart clothes and carrying themselves with confidence. He was suddenly painfully aware of his baby face, his childish curls, his bony arms and legs that screamed awkward teenager. He sunk further into the wall.

Then he spotted _her_. Well, he spotted a ponytail swinging at each step. She looked different; a girl, not a woman. She turned around as if she felt his gaze, and they locked eyes for a moment. He quickly looked away, but from his peripheral vision he could see the girl marching towards him. She was wearing jeans with a white blouse and a preppy cardigan and lots of make-up with dark, bold colours that created a weird contrast with her rosy complexion – _maybe she was trying to pass for older._ But weird make-up aside, she was pretty. The girl now stood right in front of him "You must be the other young genius, Doctor Weaver mentioned." _Young genius – is she mocking m_ e _?_ Fitz furrowed his eyebrows "I am Jemma Simmons, biochemist," and she extended her hand. Fitz stared at it for a moment that shook it "Uhhm, Leopold Fitz, engineering."

"Engineering? Then I guess we'll have a couple of classes together this semester." she smiled at him. _Wow, she has a beautiful smile._ "I can't wait starting on xenobiology and advanced chemical engineering. Have you checked out the labs yet? The equipment is amazing – we had nothing like that in Cambridge." she kept on talking and Fitz continued to extract and store relevant pieces of information: _the accent was clearly English, and she managed to drop her alma mater into her first sentence more or less – so a bit of a braggard_. He realised that she stopped talking, so he figured it was his turn to say something. _What was she talking about, again oh, yes, the labs…_

"No, I haven't seen much around yet, I just flew in last night." he said.

"Oh, you're from Scotland? I'm from Sheffield. It's nice to bump into a fellow Brit." she enthused. "So where did you go to school?"

"Glasgow with a couple of semesters in MIT." he said. Fitz raked his head for something smart to say, but he drew a complete blank. This was not good, he had to do a quick exit, and come up with a strategy. They would clearly get along, he'll just have to come up with a game-plan to impress her. "I'm knackered, I think I'll head back to the dorm…. See you around."

"Not staying for the speeches?" she asked a bit annoyed.

Fitz shook his head.

"See you around then, Leopold." she said.

"Fitz." He corrected her and his tone came out a bit harsher than intended. "It's Fitz."

She shrugged. "Ok then, see you around Fitz."

2004

 _Framework - Hydra Academy_

Leopold Fitz took another look in the mirror. He did a good job on ironing – not a crease. He tied his tie, just like his father taught him taking extra care to keep it at the right length. He tamed his unruly hair with a generous helping of extra strong gel. He was rather pleased with his looks; professional. He put on his black dress shoes and headed over to the welcome reception. He was nervous, but pushed it down. He was determined to do well at the Academy and make his father proud. He had no doubts now that when he applied himself, he could do well at anything.

He started to mingle with the other cadets, trying to take mental notes of their background, specialty and see which ones could be his competition. He knew by now not to trust them, but he tried to get a feel of the group dynamics and how to fit in best.

Then he spotted _her_. A silky brown hair that fell to her shoulders in exquisite waves, a spotless face as if drawn by an artist with clever dark eyes, a wide smile revealing perfect, pearly white teeth. She was dressed in a smart suit that looked extremely sophisticated and professional, but at the same time accentuated every perfect curve in her body. Her long legs ended in black stilettos.

She looked in his direction, caught his gaze and smiled. She said something to her entourage and walked straight up to him. "Enjoying the party?" she asked.

"I guess." he replied suddenly not trusting himself to make sense.

"I'm Ophelia, I am pleased to meet you." she extended her hand. A beautiful girl with a Shakespearian name – she was poetry.

"Dr Leopold Fitz." he replied simply taking her cool, smooth hands into his somewhat sweaty palm.

"So, what are you a doctor of, Dr Fitz?" she asked playfully.

"Engineering, with a bit of quantum physics on the side." he said. "I have been working with Dr Quinn on weapons design." he added, trying to impress her.

"Sounds fascinating. I can't wait to hear about it more, Dr Fitz." her eyes shined like dark crystals.

"Leopold. Just call me Leopold." he interrupted quickly. "So, what is your field, Ophelia?"

"It's interdisciplinary in nature. My main interest here is strategy though." she was mysterious. "I guess, we will see each other at classes, Leopold."

"I certainly do hope so, Ophelia." he replied as he watched her re-enter the swirling crowd of cadets. _What just happened?_ he wondered. It was a strange feeling, like an important piece of a puzzle just fell into place. Somehow it felt like a defining moment of his life. She was meant to be his – what? _Friend? Partner?_ He shook his head, this was ridiculous. Ophelia was clearly, well, _magnificent_ was the word that popped in his mind. But he needed to concentrate on his studies and come out on top of his classes. To prove what he was capable of.


	5. Chapter 5

October 2004

Fitz hurried through the campus with a heavy backpack. It was a crisp morning, and he had still plenty of time, but he preferred to be the first one in the lab. So far, these paired projects turned out to be a disappointment. He usually thought of a solution before they even started, and his lab partners were happy to agree with him and do the project as quickly as possible.

He was sure that it was going to be different with Simmons. She was incredibly smart and very opinionated – _she was the only one that kept him on his toes. Their common classes tended to have some intense moments of intellectual sparring as their classmates, and sometimes even their professors stared in bewilderment_. Luckily, he had no difficulty keeping up with her in math, and computer science, and he frankly didn't give a damn about ridiculous classes like history of SHIELD. But he had the misfortune to be paired with her for the first time on her home turf, chemistry. It was going to be a bloody difficult job to impress her.

He raced down the stairs to the little basement lab that was assigned to them. The door was locked. He heard footsteps and there she was, all flushed. "I had to run around a bit to locate the entry code." She chirped entering the code. Then she looked him up and down and said, "Aren't you the early bird."

Fitz shrugged. "Couldn't have you beat me to it." Getting up early did not bother him, but it wasn't something he relished either.

They entered the lab and rummaged around for a while in silence, setting up the work place. Fitz noted with irritation that Simmons kept rearranging the equipment. "Why do you do that?" he snapped finally. "What's wrong with my system?"

"Well, it's just that my system of arranging things is clearly better. If we don't get organized now – look, just pay attention, ok? These containers are for biological and these are for the chemical compounds. We need to separate the materials already tested from the fresh samples." she explained.

"You are obsessed with organization, why don't we just start already?" Fitz said and he started to shiver. "It's bloody cold here."

"Why don't we get some tea before we start?" suggested Simmons. "But I'm telling you, we'll need to create a system that we both follow." She rummaged around the corner of the lab and put on a kettle. She pulled out tea bags from her bag.

"Did you bring those?" Fitz asked.

"I'm good at preparation." she said smugly. "You take yours with milk?"

"No, just sugar."

They wrapped their hands around their cups. "Thank you, Simmons. This is nice."

"You are quite welcome." she smiled. "So, about the project, I think I figured out how to approach it. We could start injecting the compound with a biological enzyme" started Simmons, Fitz quickly nodded "yeah, to make the material more versatile, makes sense" he said. She smiled at him. "You were thinking the same?"

"No, actually, I was going to suggest a different angle. How about leaving the compound alone, and concentrating on the molecular matrix? We could build a structure that can…" her eyes were locked into his "change shape in reaction to the environment" they said at the same time. He bit his lip, and fervently hoped that she didn't think his idea was ridiculous. She kept gazing at him, and he really wished he could read her mind at that moment.

"That sounds very… original. Why not try both?" she asked. "Wouldn't the matrix structure work better if the polymer was designed specifically with that purpose in mind? A material that is flexible but strong and can adapt perhaps in reaction to the shape of the matrix." As she spoke, a loose strand of hair fell over her face. Fitz had to suppress the urge to tuck it behind her ears.

"OK. Let's get started. I'll run some computer simulations on the matrix. Why don't you start working on the compound?" he suggested.

They started to work enthusiastically, and quickly fell into a fast-paced dance around the lab; each working at their posts running commentary on what they found, taking occasional breaks to wander over to the other making helpful suggestions or poking holes in each other's theories.

It was riveting. Fitz in all his years working in labs has never experienced this kind of flow of creativity. People usually struggled to follow his leaps, but Simmons could catch any idea he threw at her effortlessly, put a different twist on it and send it back to him opening the way to fresh ideas. Time just flew by. They were testing slightly different variations, trying to find the best material for the project.

Until Simmons suddenly exclaimed with irritation "Fitz, did you just put the enzyme into the polymer blend that we already tested? Now this is all useless. Hours of work wasted. We have to start all over again."

"Well, you did say to put in the yellow container." protested Fitz

"Why would I say yellow? I explained exactly how the system works… You were just not paying attention clearly" she snapped "Next time why don't you do it yourself" Fitz retorted angrily "I told you the system was important" "it's your system, not mine" "then we have to create a new system" they both yelled now over each other. _This was turning into a disaster._

She took a breath and blew it out slowly, "You know what, let's take a break. I think I am hungry."

"Now that you mention it, I'm famished. Let's go grab something." Fitz agreed quickly. Getting into a fight after such a good day was stupid.

"What time is it? Wow, it's passed midnight. I don't even think the mess hall is open anymore." said Jemma.

"No, there is a little sandwich shop that's open at all times." Fitz said and added with a self-conscious shrug. "I tend to get hungry at all hours." They quickly cleared up the lab and headed out.

They got their sandwiches (hers, turkey ham on a whole grain bun, his, a double-sized cheesesteak) and some cans in a paper bag. "Come, it's mild, let's eat outside." suggested Simmons.

Fitz nodded. "OK, I saw some benches over at the pond". The sky was clear and the soft moonlight and the twinkling stars reflected in the water. They sat down on a bench and ate their sandwiches in comfortable silence.

"I used to gaze at the stars and thinking about going to space one day. You know, being an astronaut." Simmons broke the silence.

"Less messy than biochemistry" teased Fitz and she laughed.

"Do you think we will ever go to space?" Simmons asked now more seriously. Fitz noticed the use of the pronoun. In a way it was ridiculous to think about them as a team already, but at the same time, even though they barely knew each other, she felt instantly familiar.

"It's perfectly possible. I mean so far SHIELD operates mostly on Earth. But you know, working with aliens and all, it's not outside the realm of possibility." he replied.

"Today, it feels like nothing's outside the realm of possibility." she smiled. His heart skipped a beat _. She must have felt it too – they were on the same wavelength._

"True. We do make a good team, don't we?" he grinned back at her.

"That we do." She nodded, as they walked back to the dormitories together. "But that does not mean that I will not beat you for class rankings." _There she was back into her competitive self, again_. Fitz had found it annoying before, but now, he recognized it as part of her drive, and suddenly it was less annoying and more endearing.

He shrugged good-naturedly. "We'll see."

"Want to bet?" asked Simmons.

He laughed "What's the stake?"

"How about the loser owes the winner three wishes? That means you will owe me three favours."

"Like the genie? You rub my lamp"

"…I doubt any rubbing will be involved…and you are just trying to distract me." she said. "So, game on?"

"Game on" Fitz shook her hand. "At least you'll keep me on my toes." _No one else here will._

"Count on it. Good night, Fitz. Let's finish the project tomorrow."

"Yeah, see you at the lab, Simmons, bright and early." he waved.

Fitz could hardly sleep at night; his heart was beating happily at the prospect of having her as a friend, and his head was buzzing with new ideas. At the crack of dawn, he headed back to the lab. By the time, Simmons arrived, he ran half a dozen of simulations, re-created the compound from the previous day and started tea. When she arrived, he handed her a steaming cup with a splash of milk.

"Wow, someone has been a busy bee this morning, thank you." she took the cup from his hand their fingers brushed lightly. The touch sent an electric jolt through his body.

"Come on, I think we have a winner, as far as the material is concerned…" he grinned proudly.

 _Framework, Hydra Academy 10 years ago_

Leopold Fitz was excited as he headed down to the lab. Spending a day together with Ophelia outside the confines of boring lecture halls and away from the prying eyes of others was an appealing idea. Ever since introduction day, she had stayed close. She usually sat next to him in class and they sometimes talked during the breaks. She was smart and funny and gave him promising smiles. And she was a good listener: she let him ramble through his ideas, asking only pointed questions when he seemed to lose track of a thought. It helped him focus.

In other ways, she was somewhat distracting. She carried around her beauty with confidence and knew how to emphasise all her many physical qualities. He tried to be professional, after all he joined the Academy to achieve, to make his father proud, but 16-year old raging hormones were difficult to control.

"Good morning, Leopold." she smiled brightly at him. "I hope you don't mind, I got a head start on setting up the lab.

"Not at all, Ophelia. This way, we can really jump right in the middle of it." he said noting that she laid out the equipment _exactly_ the way he liked it. _As if they had a psychic link._

"I was thinking how we could approach this tracking device. We know that there are differences between biological responses of typical humans and powered individuals. We could try to hone our device to search for such differences."

"Brilliant. Nobody could crack this before. We could be the first, Leopold. Imagine the potential." she said with enthusiasm. Then she noticed his frown. "What is the problem?" she asked.

"That's the problem, I am imagining it. We both know that not all enhanced people are dangerous. Identifying them could be wrong." he said hesitantly.

"How could it be wrong? We are only talking of keeping an eye on them. What is the inconvenience of one measured against the lives of many? We are training to be Hydra to make the hard calls, Leopold. To protect billions. To make a safe world where we can save from harm the people we care about." she said and put her hand on his. Leopold caught his breath, her touch was electrifying.

"Yes, of course, you are right. Let's get to work then."

"Great, I know that we'll make a great team." Ophelia smiled.

They worked in silence, but perfect harmony. As if Ophelia could read his thoughts, she always handed him exactly what he needed. Whenever Leopold got stuck, she came with helpful questions that somehow always got him through the stumbling block. Around midnight, they finally had a breakthrough on the design.

"Tomorrow I'll build the small-scale models. This should get us straight to the top of the class." Leopold grinned satisfied.

"I believe the others won't know what hit them. You must be hungry, Leopold. Let's go eat something. I know a place, not far." She led him to the end of the gardens of the Academy, just outside the gates. There was a little café, with tables overlooking a beautiful reflecting pool. They sat at one of the tables, and the waiter placed a candle on their table.

"I think this achievement is cause for celebration" said Ophelia. She whispered something to the waiter who came back with two glasses of champagne.

"We are too young to drink" protested Leopold.

"Come on, it's just you and me. To our great future as a team, Leopold. You know, I was waiting for something like this to happen all my life. To find someone who was at the same wavelength as me. Someone who understands me."

"I feel the same, Ophelia." he said and raised his glass. "To our team." Suddenly, Fitz had the strongest feeling of déjà vu. _Come on, don't be ridiculous_ , he told himself. Nevertheless, he couldn't shake the feeling. _How could something feel so wrong and so right at the same time?_ The night, the soft light of the night sky and the candle – it was all mesmerizing. Ophelia's bright smile made his heart skip. If he was honest with himself, he was a bit smitten by her.


	6. Chapter 6

_December 2004_

Fitz spent Friday night (and it was well past midnight) like any other 17-year old nerd –gaming. He was sitting at his desk drinking chocolate milk and eating cookies (he had already gone through a box of pizza). It has been a particularly difficult week – holographic engineering was a killer, he had been paired on a robotics project with one of the most insufferable bullies of the class, and he had hardly seen Simmons the whole week. Ever since their successful chemistry lab they had tried to get paired up on other projects too –they shared only about half of their classes – but it wasn't always successful. After a week of frustration, he deserved a bit of mindless entertainment.

He was in the middle of a rather intense boss-fight, when his concentration was interrupted by loud knocking. "Bloody hell" he swore as his character foolishly died to the annoyance of the rest of his raiding party, when one of the undead minions attacked him. He wondered who it could be in the middle of the night – he never really had visitors in his room even during the daytime let alone at night. Which was probably good as his floor was covered with piles of laundry, study papers and dirty cups.

He sighed, got up and opened the door to find a somewhat tipsy looking Jemma Simmons in a red party dress, soaking wet ( _he really tried hard not to stare as her hardened nipples poked through the material_ ) and balancing on unsteady heels. Her hair was dripping with water, her black eyeliner was a bit smudged. Fitz was speechless ( _whether it was from her turning up in his room in the middle of the night or the low-cut dress, was not entirely clea_ r.)

"Can I come in?" she said pushing past him without waiting for a reply and marching straight to his bed. "Hell, your room looks like a disaster zone" she commented.

Fitz figured it was his turn to say something clever at the unexpected turn of the evening. Luckily his finely-honed sarcasm was a deep well "Well, if I knew I was supposed to have refined company tonight, I would have surely cleaned up." Nevertheless, he rounded up the laundry with his well-practiced soccer moves and kicked them into a corner. He also piled the empty pizza boxes into a neat looking tower. Satisfied with his cleaning effort he turned to her.

"What's going on Simmons? Is everything ok?" While he considered her to be a friend and they had "work lunches" and "library study sessions" together, they haven't yet got to the point where they would be hanging out in each other's room in the middle of the night.

"Do you know Briggs? He's second year. Well, he asked me out – and he is perfectly symmetrical and somewhat well-toned – so I figured what the hell?"

"He's an idiot." Fitz interjected.

"Well, yes, obviously he is." she agreed. "He mixed up tyophane with a pyrrole – and I mean who does that."

Fitz nodded sympathetically.

"And that's not the worst of it – we went for dinner and he put ketchup on his steak. I mean what a barbarian right? Then we go dancing – and he's flirting with Hackett over my shoulders while at the same time pinching my bum."

"That does sound quite inappropriate." he managed to mutter trying very hard not to blush or in any way think about her butt or any other body parts – _which he had only checked out discreetly before and found very cute_.

"Obviously, I kneed him in the balls and left him there. I walked back to campus by myself in these contraptions which I swear are medieval torture devices and I got soaked." Fitz swallowed back the obvious question of why she walked to his room rather than her own in such circumstances, but the question must have been written over his face because she continued ranting in an annoyed tone "And in my righteous anger, I left my coat in the Boiler room and with it the key to my room. And obviously, I cannot face going back after my humiliation, plus I have blisters on my feet and it's pouring outside." she concluded her rant and looked at him.

"So you want me to go there, to get your keys?" he surmised.

"You are the only sensible person in this place and that would be awfully nice of you." she smiled at him. "My dating life is a disaster you know. I'll die a virgin." she lamented.

"Well, I sincerely doubt that. And maybe you should adjust your parameters when it comes to choosing your dates." he said.

"I have a scientific system, Fitz…" she started then obviously noted his grin and furrowed her brows in annoyance "You are mocking my pain."

"Life is pain, highness." he quoted.

"Oh, shut up, Westley." she snapped, but chuckled at him. It somehow warmed his heart that she was enough of a nerd to catch the quote immediately. Seemed like science wasn't the only subject they would align on.

"As you wish." Fitz said quietly looking at her as she gazed into his eyes – uncertain smiles on both their faces. Fitz imagined or saw (?) her moving a few millimetres closer and for a moment her red lips were tantalizingly near. He could smell the alcohol on her hot breath. He forced himself to step back – snogging a drunk friend showing up on his doorstep dripping from rain in the middle of the night was a terrible idea. His rapport with Simmons was the best thing about the Academy so far – he would be a fool to risk it.

He put on his raincoat "I'll be back in a few minutes, make yourself comfortable, Buttercup – there are some towels in the drawer if you want to dry up a little and the kettle is on the side table." he said in what he hoped was a perfectly nonchalant tone and stepped out into the rain. He started to run towards the Boiler-room. When he got back – his curly hair dripping with rain – Jemma sat cross-legged on his bed in his old Star Wars T-shirt and his monkey patterned pyjama bottoms. She washed off her makeup and tied her hair in a messy pony tail. She was reading one of his comic books and Fitz for a moment thought that there was no sight more adorable in the entire world. She looked up and smiled at him gratefully. "Sorry, I was not poking around your room or anything, but you told me to get comfortable, and there weren't any other clean things in the drawers."

"That's OK. It's still pouring outside, might as well stay for a bit longer to warm up" he said and disappeared in the bathroom to change his wet clothes. He re-emerged in sweatpants and a T-shirt and handed her a bottle of water and an aspirin. "Take this and drink up, looks like otherwise you might end up with a headache tomorrow."

Uncharacteristically she didn't argue at all, she just took the pill and gulped down some water then she smiled at him batting her eyelashes "Thanks, Fitz. I knew I could trust you to save me." Fitz knew she was still tipsy, but her words made him feel warm inside nevertheless. "So anyways, what were you doing awake in the middle of the night?" she asked him.

"Oh, nothing important. Playing video-games." he said suddenly embarrassed about his non-existent social life.

"You are such a nerd." she said in a tone that sounded rather warm than admonishing.

"Well, yeah, but so are you. Quoting Princess Bride, sneaking around with my comic books – come on Jemma, we both know you can't deny your true self. Embrace your inner nerd like me and you don't have to suffer anymore from horrible dates." he said mock dramatically, accompanying his monologue with exaggerated hand movements. It created the desired effect, Jemma laughed.

"I'll give it a thought. Though then we may both end up virgins for the rest of our lives." _Not if I have anything to say about it_ , thought Fitz, then it occurred to him that if snogging your drunk friend was a bad idea, shagging her would be a mistake of catastrophic proportions. She clearly needed a trusted friend, not another drooling male trying to get into her – _well his – hell, this was confusing_ – pants.

"Come on – we could play together. I can set you up with an account – I can create a new character just to play with you and we can go on adventures together. You can even be the tough guy, if you want." he said.

She thought for a moment and said "OK, show me." And soon they were immersed in discussing how they could create the most compatible character pair with the desired skill set. She ended up melee while he was range damage and they spent the next few hours until dawn fighting mythical monsters in a dream world ( _perfectly in sync, just like in the lab_ ), until they fell asleep next to each other on the bed.

When Fitz startled awake a few hours later as the morning light started to seep through the window, he found their limbs tangled together and sporting an embarrassing boner poking at her stomach. Luckily, she was still passed out, snoring lightly from the mixture of alcohol and tiredness. Fitz looked at her sleeping there all lovely for a moment imagining what it would be like to wake up to this sight every morning. He carefully slipped out of bed, took a shower and headed down to the bakery. She woke up as he opened the door on his way back carrying coffee (he figured a tea would not have enough caffeine in her condition) and blueberry muffins. He smiled at her.

"Breakfast is ready."

"You were right, I have a bit of a headache, but it's bearable." she said. "Oh, this is good" she sighed as she bit into a muffin and took a sip of her coffee. "Thanks Fitz – I'm sorry that I … "

Fitz interrupted her "No, don't be. Seriously. You are welcome, whenever. After all, we need to cultivate your inner nerd."

She laughed. "It was fun, I'd like to do this again. Thank you." She stood up and smiled "I guess, it's time to do my walk of shame."

"Hey, nothing to be ashamed of. Playing video games Friday night is a perfectly respectable activity." he joked.

"You know – Saturday is my laundry day, Fitz. Why don't we meet at 10 in the laundry room?"

"Is this your not-so-subtle way of telling me that I need to clean up my room?" he asked in a teasing voice and for the first time in his life laundry sounded like a perfectly reasonable way of spending a Saturday morning.

"Well, if I'm going to spend more time here playing video games, you'll need to step up the cleanliness. This place is a biohazard as it is." she said. "I'll give back your clothes later, OK?" she said and wrapped herself into her long coat as she headed back to her dorm balancing on her high heels which created a bizarre contrast with the monkey pyjama bottoms sticking out from under the coat.. Fitz stared long after her – his head light with a mix of giddiness and lack of sleep breathing in her scent lingering in the room.

 _Framework – Academy_

Leopold paced up and down in his dorm room angrily. It was Friday night, his date didn't show and he felt like a loser spending the night all alone. Friday was about socializing, letting off steam, but most importantly to show off one's superior dating skills. True that he was one of the youngest cadets, but he was also definitely the smartest and well, handsome enough – or so he had been told – so he didn't understand why Clara would back out of their date. He wondered if it looked too pathetic if he made his way down to the bar by himself when his thoughts were interrupted by laud knocking.

He opened the door and froze for a moment. Ophelia stood on his doorstep soaked through, in a very sexy low-cut dress, long legs ending in a pair of back stilettos. Leopold swallowed at the sight of her dress hugging her smoking-hot body and her nipples poking through the sheer silk material of her outfit.

"Leopold, thank God. Can I come in?" she asked in a voice that made him sick to the stomach with fear.

"Ophelia. What a surprise. Come in." he managed and stepped aside. He silently congratulated himself for having enough foresight that he cleaned the room before. He was naturally messy, but his father had demanded neatness from him and it had become a habit.

She entered his room shaking with cold.

"What happened, Ophelia? Did someone hurt you?" he asked.

"Leopold, you wouldn't believe. I went out with Briggs, and well, let's just say it didn't go too well. I feel awful and so cold and I lost my keys.. I just feel so stupid." Ophelia said still shivering.

Leopold felt protective – he wanted to make her feel better. After all, Ophelia was one of the (if not the) most sought after girls in the Academy; smart, beautiful, refined. And she chose him to be her friend. Clara was a grey moth in comparison to this gorgeous butterfly.

Leopold took out some towels and some dry clothes from his drawers. "Ophelia dear, why don't you dry up and I'll make you a tea so you can get warm?" he asked.

"Thank you. I knew I could trust you. You're the only one I trust here." she said her eyes shimmering with emotion. Leopold felt a strange mixture of lust, friendship, protectiveness and lust stir up inside his stomach, at the place where his most deep-seated emotions seemed to rule. He gave Ophelia a reassuring smile and said "You can count on me. Always."

Ophelia gave him a triumphant smile, which he couldn't quite understand. "I'd better change." She said and disappeared in the bathroom. She re-emerged in the clothes he gave her – a clean white T-Shirt and grey sweatpants and he caught his breath, because she looked so innocent, like a long-forgotten friend from a childhood dream.

"You should stay perhaps, it's still dreadful outside." He offered cautiously, trying not to sound like he was coming on to her too hard.

"That would be great, Leopold. I'd like that very much." she said. "Maybe we could watch something."

"As you wish." he said suddenly remembering lines from a movie his mother used to be so fond of. The echoes of a distant memory. He shut it down before more could surface banishing it behind the wall he built in his mind. Any thought of his mother was dangerous, it still could drive him to tears and he did not want Ophelia think he was weak or emotional. She came to him for protection and comfort and like a real man, he would show her that she could always count on him. The strong man his father raised him to be.

Ophelia seemed to be oblivious to the storm inside his mind as she sat cross-legged on the bed waiting patiently for him to choose a film.

They ended up watching some it on his laptop, sitting close together on his bed, their hips and shoulders lightly touching. They fell asleep together and when he woke up in the morning, she was gone, only her tantalizing smell remaining on the pillow. He breathed in her scent getting a heady mixture of giddiness and lust. Ophelia was different – special somehow and one day she would be his he felt.


	7. Chapter 7

"The turn should be just up ahead, about 200 yards" Fitz pointed vaguely ahead, but all he saw was more trees. "I don't understand, we should have passed the creek by now."

"Fitz, are you sure that you put the right coordinates in?" Jemma asked exasperated. They have been walking for hours now, having been paired up for an orienteering field exercise, but it seemed more and more like they were hopelessly lost in the woods.

Fitz wondered what happened; usually he had no problem finding his way with or without maps – as an engineer, spatial thinking was one of his _forte_ s and one of the few areas where he felt he held an edge over her best friend and main competitor. Which is why he insisted on taking the map and the lead and why he kept going doggedly despite the mismatches between what he's seen on the map and on the terrain. He figured, as long as he kept the 25 degrees northeast direction they would get to the rendezvous point with no problems.

He kept staring at the map in frustration and then he saw – what he should have seen in the first ten minutes – someone switched their maps. Obviously, a prank – him and Simmons did not make many friends by outsmarting the class most of the time. Which is why the coordinates didn't work. It also meant that they were hopelessly lost. He felt his face flush with anger and shame.

"Damnit, I'm so stupid. I can't believe this." he exclaimed and threw his compass into a shrub. He started punching a tree trunk then hissed loudly on impact. Jemma looked at his outburst with eyes wide in shock. _Stupid, worthless boy. Not enough that you are a little moron, you're hysterical, just like your mother._ He froze, he hasn't heard this voice in his head for a while now. He hung his head ashamed.

"What's going on, Fitz?" Jemma looked at him.

He grimaced "I'm an idiot, that's what."

"Why?"

"I didn't realize that someone switched our map – we have been following the wrong coordinates the whole time. And we are lost, and have no idea where we are. I'm sorry that I'm such a moron." He sat on the ground hugging his knees.

"Was this someone idea of a prank? Seriously?" she asked.

"I guess so. And if I weren't a total dimwit, I would have realized it sooner." he hissed.

"Fitz, just stop." Jemma kneeled across from him and placed her hand on his chest.

He took a deep breath. She really did not need to see him spin out of control, he thought. "Sorry, sorry about the meltdown. You didn't need to see that."

"It's OK, we all have our bad days. Remember, just the other day when I lost it over some switched up slides in the lab. That doesn't make you a bad person."

"Only a dumb one – like he always said..." Fitz muttered.

Simmons looked at him incredulously. "You are certainly not dumb. Who told you such thing?"

"It doesn't matter."

"Yes, it does so I can go and put them in their place." she fumed. Fitz looked at her fierce little friend, who weighed less than 100 pounds even with her backpack on. He imagined her going up against the larger than life shadow looming in his memory. Still, a lump formed in his throat that she wanted so badly to protect him.

"It was my dad. He used to call me worthless, dumb, little shit. I guess he was…" he fidgeted nervously. She put her hand on his knee.

"Fitz, look at me. Your dad sounds like a jerk. You are the smartest person I've met. And I will not have you or your father or anyone else talk like that about my best friend, who is a brilliant, kind and funny person."

"Best friend?" he asked softy. His heart soared. He has never been anyone's best friend before.

"Yes, you know you are." She smiled at him then continued in a snappy voice. "But don't let it go to your head."

He scoffed. "As if…" They sat in silence.

"Do you still see him? Your dad?"

Fitz shook his head. "No. He stormed out of the house when I was 10. I haven't seen him since."

Jemma nodded. "Good riddance, from the sound of it."

Fitz shrugged. "I try not to think about it much." He stood up with a sigh, then held out his hand and pulled Jemma up. "Come it's getting dark, we'll need to find somewhere to spend the night, and in the morning, we'll figure out where we are and how to get back." Now that his moment of panic passed, he could think more clearly again.

"Of course, we will. We have three PhDs between the two of us. We'll figure out something." Jemma agreed.

"Oh, so if we run into a mountain lion or a grizzly bear, you'll whack it with your two PhDs? That's your plan?" Fitz asked sarcastically.

Simmons frowned at him. "Don't be ridiculous. We'll find our way."

"If we don't die of exposure." he grumbled.

"Fitz, it's August." Jemma rolled her eyes.

"Or starve to death." He sighed dramatically, his sentence punctuated by his growling stomach.

"I still have some energy bars." _Of course, Simmons always had an answer to everything._

They walked on in silence in the dusk, then Jemma suddenly yelled triumphantly.

"Look Fitz, a storm shelter." she pointed to a little wooden shack.

"Perfect." He put down his rucksack and sat down leaning his back against the wall.

Jemma started to knock two rocks together.

"What do you think you are you doing, Simmons?"

"What does it look like I'm doing? I'm making fire." she snapped back.

"What are you, a caveman?" "Certainly not a cave man. At most a cave woman" she argued. He rummaged around his rucksack and pulled out a little gadget. "Here."

"What is that?" Simmons asked.

"It's my modified swiss army knife. It also has a built in lighter. I designed it when I was in scouts."

"You went to scouts?" she asked sounding surprised.

"You can't tell from my superior map reading skills?" he asked sarcastically.

"Knock it off, Fitz." she said exasperated. "Ta-da" she looked at him triumphantly as the fire lit up.

They split an energy bar in half and stared into the fire in silence.

"Fitz, I don't suppose your modified Swiss Army knife has a built-in sleeping bag?" Simmons asked yawning.

"No, but you can lie down in my lap." She laid her head on his thighs with a contended sigh. "I'll stay up, since it's my fault we got lost." he took off his jacket and wrapped it around her.

"You'll be cold." She protested.

"I'll be fine. You forget I come from the rugged north." he said and she chuckled.

"Wake me up, if you'll get tired."

"I won't get tired." he said. "Jemma, you know, you are my best friend too."

"I know." she murmured half asleep.

 _Framework_

Leopold hurried excitedly through campus towards Ophelia's place. Lately, her roommate spent the weekends with her boyfriend, and that meant she had their little kitchen all to herself. She started to invite him over for Sunday breakfast – ostensibly for study sessions- which fast became his favourite part of the week. Ophelia was not only drop-dead gorgeous, but she was also an excellent cook, surprising him every time with a new, long-forgotten favourite.

He knocked and entered her room, carrying two cups of cappuccino he picked up on the way. As he entered the smell of vanilla, strawberries and sugar hit his nose. Ophelia was in the kitchen in skinny jeans and a moss-green silk top that showed off her perfectly curved body. Her hair fell on her shoulders in soft waves.

"Smells wonderful like always, Ophelia." he said and gave her the coffee their fingers brushing lightly.

"Thank you." She smiled at him, and Leopold's heart started to beat a little faster. "Sit down, it's almost ready."

She pulled out plates and put the French toast on it. She cut it into two triangles, dusted it with powdered sugar and place a strawberry on each tip of the triangles. She put the plate in front of him.

He looked at the plate for a moment and suddenly felt dizzy – his head spinning. He started to breathe fast, his forehead was covered in cold sweat and it felt like his heart was going to jump out of his chest. A feeling of terror swept over him – like he was trapped in a nightmare.

"Leopold, what's wrong?" Ophelia's concerned face was a bit blurry.

"It's nothing." he mumbled, trying to hide his panic attack. He had had them a few times in the past, but he was too afraid of his father's reaction, so he never told anyone about them. _He was certainly not going to have a meltdown in front of the woman he tried to woo_. He concentrated on breathing. Ophelia's face came into focus.

"You don't like French toast?" she asked with a frown.

"No, it's not that. I love it." he said he said with a smile.

"So, what's wrong then? Why are you sad?" she asked.

"It's just – this is exactly - how my mum used to make it. She even cut it into triangles like this. And I demanded a strawberry in each corner." he said, his voice trembling a little.

"Oh. Interesting." Ophelia noted. Then she looked at him with her dark eyes. "Where is she now?"

"She passed away some years ago." Leopold replied.

"Oh, I'm so sorry." Ophelia put her hand on his chest, right on his heart. He felt calmer almost instantly. "Do you miss her?"

Leopold shook his head slightly. "I don't remember her so well. Just little fragments. The song she used to hum, how soft her hair was, the way she laughed, the foods she made."

"Sounds like you do miss her."

Leopold frowned "I guess so – mostly I just feel emptiness."

"What happened to her?"

"She committed suicide I think. I don't – she was sick. And I thought she would get better, but she didn't. She hardly recognized me in the hospital." he said the pain evident in his voice "You know I've never told you this story to anyone before." he whispered.

"That's awful, Leopold." She looked at him with concern.

"Yes, it was." he said, thinking back to the hospital, the funeral.

"I don't understand how someone can do that. To abandon their child like that. It's cowardice." Ophelia sounded angry. "You are lucky your father wasn't like that."

"Yes, father… well, he isn't always easy, but…I guess he did his best." he looked at her. He almost blurted out how his father used to yell at him, even hit him, but then he swallowed the comment. His father did stick around for better or worse, and clearly Leopold was not the easiest child to raise.

"It seems so. He made you the man you are, Leopold. Smart, strong and loyal." She smiled at him and held his hand in hers. Her touch was cool. "That's why you are my best friend."

"Ophelia, you are my best friend too – promise me you'll never leave me."

"I could never leave you, Leopold. And you won't leave me either?" she asked, her voice shaking.

"No, of course not." he said. "I would do anything for you, Ophelia." he blurted out, not being able to control the enormity of his feeling for her.

"Anything?" she looked at him searchingly. Then she shook her head slightly. "You can't promise me that, Leopold. Not yet, anyways. I have been betrayed before by people I trusted."

"I would never betray you. You must know that." he said firmly. "Tell me what happened, Ophelia." The thought that someone would want to hurt her was unbearable.

"I will tell you one day. But we have had enough sad talk for today." she smiled. "Let's finish breakfast and maybe we could go out for a walk, later."

He focused on his plate. The strawberries tasted strangely bitter in his mouth.


	8. Chapter 8

_SHIELD Academy - Before graduation_

Fitz couldn't believe his eyes when he looked at the final scores and the class ranking. It wasn't the fact that he had done better than he thought and Simmons still beat him. What vexed him was the difference; it was a measly 0.5 points. Despite his bravado, he had been pretty sure all along that she would come out on top – she was a machine after all when it came to homework, but the fact that he got so close to besting her made him rather annoyed. _Well, at least it was a respectable defeat,_ he thought.

He picked up some blueberry muffins from the cafeteria and headed over to her room. He barely knocked before she opened the door, as if she had been already standing there waiting for him.

"I guess, congratulations are in order, Simmons." he smiled at her and held out the blueberry muffins.

"Aren't you chipper this morning for having lost our bet? Thanks for the breakfast, Fitz, but don't think it'll distract me enough to remember all the favours you owe me now." she gloated a bit but he could tell her heart wasn't in it.

"Oh, I shudder at the thought what kind of torture you have in mind for me. Why aren't you more chipper, having won and everything?" he joked.

"You did brilliantly too, Fitz. Really it was mostly a draw." she said. "Actually, I don't think I could have done it without you, so thank you." she said and surprised Fitz with a brisk hug. He closed his eyes and felt the brush of her soft hair against his face, smelling the familiar combination of her fruity shampoo and flowery perfume.

She handed him a cup of tea and they sat on the floor, their backs leaning against her bed to have their impromptu picnic.

"I've heard you got an offer from advanced weapons design." she looked at him, an unspoken question in her eyes. Fitz nodded. When he started SHIELD Academy, advanced weapons design was his dream; it was the SHIELD workshop that had access to the newest alien gadgets, it had first dips on materials and getting a place there was extremely competitive.

"Are you going to take it?" Fitz heard a slight tremor in her voice.

"Are you going to use one of the favours I owe you to stop me?" he asked teasingly, hoping that she didn't notice how he avoided answering the question.

She looked at him shocked. "No, I would never play with your career over a stupid bet. You must know that."

"Don't worry, Simmons, I know. It was just a joke." he said and took a big bite out of his muffins. He tried to divert the subject. "So how many offers do you have?"

"Six in total. I have one from the Sandbox, one from the main xenobiology lab, advanced materials, operations support -, …"

"I think I have that one too…?" he said frowning. "But I suppose you will go for the xenobiology one." He knew that it was her favourite subject, and the main theme of one of her PhDs.

"But then I would be stationed at the Hub, and you would be at the Triskelion." she looked at him voicing the same doubts circling in his head too. He swallowed.

"Yes, I suppose. We could still keep in touch and visit sometimes." he said in a small voice, without much conviction. Suddenly, advance weapon design didn't look so appealing. He was fidgeting with the paper bag that he brought the muffins in, oblivious to the crinkling sound it made until Jemma glared at him. He put down the paper bag with a grimace.

"It wouldn't be the same." she sighed.

Fitz couldn't help but sigh too. "No, it wouldn't. Which is a shame; I've done my best work with you. I'd really like to see what we could do together in a real lab with real resources."

"Exactly. I feel the same way." she said and looked at him with a smile. He could see a plan forming in her head as her expression changed. "Oh, we are so daft. Let's go talk to Dr Weaver. I'm sure she can help us go to the same place."

"Even if it's not our first choice?" he looked at her perplexed. He had not known anyone as determined and purposeful as Simmons. To even consider not picking the absolutely most prestigious spot offered to her was unthinkable.

"You are my first choice." she said impulsively. He stared at her and she turned a bit pink. Then she started to stammer "…what I mean is… working with you is my first choice." Fitz felt a lump forming in his throat; they had been of course inseparable in the past years at the Academy, but he always assumed that she would choose whichever path took her to the top of SHIELD science division, where she clearly belonged.

He put his hand on hers. "Good, because working with you is also my first choice." he said with a smile.

They almost ran all the way to Weaver's office. She looked at them with barely concealed amusement as they presented – talking over each other agitated – their request.

"I cannot say, I'm surprised – well, I'm a bit puzzled it took you so long to come to me. But I agree that your unique collaboration may be even of greater value to SHIELD than your separate talents. I have an offer for both of you in the Sci-Ops field investigation technology lab. The head there is an old friend of mine – they deal with a good range of things and I think it would be perfect place for you to start if you want to stay together." she handed them a folder with some paperwork. "You need to make a decision though in a couple of days."

Fitz didn't even have to look at the paperwork to know that he would take whatever Simmons decided. They would stay together, he thought with excitement as he looked in the smiling eyes of his best friend.

 _Framework_

"I'm proud of you, Leopold. Remember this day – you listened to me, you worked hard and now so many doors are open for you." Leopold felt a lump forming in his throat –his father rarely said he was proud of him. When he saw the results of the finals, and particularly that he finished top of his class, he wanted to call his dad immediately. He knew it was his father's dream for him.

"Thank you, father." he said.

"Did you choose a place yet? You must have quite a few offers…" his father said.

"Indeed." Leopold said. "Quin wants me back in his advanced weapons design division. It is the very best technologically speaking, and the money is nothing to sneeze at." Leopold said.

"Probably not a bad choice. But remember, I can introduce you to some influential people in HYDRA; the organization is gaining influence now, people are starting to listen to us. You could do a lot of good here." His father had been trying to convince him for months to join Hydra. Leopold still couldn't silence a small inner voice telling him that his place was somewhere else.

"I'll think about it, dad. I've got to go now, I'm meeting Ophelia." he said.

"Oh, how are things with the lovely Ophelia?" His father perked up on the other end of the line.

"Fine, nothing special. We are just best friends." Leopold replied.

"You got to make a move, son, soon. A fine lass like her will not be single forever. Listen to your old man." His father has been nagging him about her for a while, but in truth, as much as Leopold found her incredibly attractive, he was also intimidated by her. He was not sure he was in love with Ophelia, but knew that he would miss her terribly if they ended up going separate ways after graduation. She was his only friend.

"Bye, dad." Leopold hung up. He felt a bit guilty about keeping secret the phone call he received from Agent Weaver in SHIELD. She tried to convince him about taking up a position in a SHIELD research facility. While his father was right about HYDRA becoming more influential, SHIELD still had the best resources and Leopold was both flattered and intrigued about the position. He just didn't know how to tell his father. First, he wanted to talk it over with Ophelia.

He arrived to Ophelia's place with a couple of muffins and she invited him in with a smile. "Congratulations, Leopold. Your final results were truly brilliant."

"Yours too, Ophelia. It was really just a small difference." He smiled generously but was rather pleased with himself that he managed to best her with a single point. He wanted to impress her more than anything in the world.

"So how many offers do you have?" she asked him and handed him a cup of coffee.

"Six in total." Fitz replied. "Can I tell you a secret though?" Ophelia nodded. "SHIELD asked me to join their top research facility and that's the one I think I'll take. I just need to figure out how to tell my father."

"Why would you think about SHIELD?" Ophelia asked her voice sharp like a knife. Leopold was taken aback. Ophelia was usually very level, she kept her emotions under control. This was one of the qualities he admired about her the most. He still had trouble keeping his temper in check.

"You don't think it's a good idea." he looked at her with a question in his eyes.

"I think it would be a mistake. SHIELD is not who you think they are." she snapped. Then she added, her voice barely a whisper. "Do you remember when I told you that some terrible things happened in my past?" She seemed nervous, looking at her hands folded in her lap.

Leopold nodded, his heart beating fast. "You never told me specifically what happened though."

"I.. it's painful to talk about it. I was kept against my will. Treated as a thing… well it was all connected to SHIELD."

"Tell me what happened." he asked her taking her smooth, cool hands in his palm and looked at her pleading. The thought that something horrible happened to Ophelia was unbearable. His mind raced, imagining nightmarish things; her friend raped, beaten, kept as a prisoner.

"I cannot tell you everything yet, Leopold. Knowing too much could put your whole world in danger." she said evasively. She raised his hand and held it to her cheek. "Promise me you won't work for SHIELD – I don't want you to become like them."

Leopold caressed gently her face with his thumb. "If it's so important for you, Ophelia. I told father already that Quin offered me a position at advanced weapons design. It's my second choice."

Ophelia locked her eyes in his, then slowly turned her head and breathed a light kiss into his palm. "Leopold, you are such a good friend. Truly, I feel like you are the only person in the entire world who cares about me, who I can trust. It is really a shame that I will not see you all the time anymore."

"You could come to Quin's Enterprises as well, couldn't you?" he asked.

"I know what I want, Leopold. I belong in HYDR; I'm meant to be a guardian of this world. To make sure everyone is safe." she said with determination. "And I think if you came with me, together we could do great things. Amazing things." she interlaced her fingers with his.

"You want me to?" he asked, suddenly feeling better about HYDRA. As a bonus, his father would be ecstatic. And if it didn't work out, he could still choose Quin.

"I've always done my best work with you, Leopold." she said and planted a kiss on his cheek. Her hair smelled of something fruity interlaced with a flowery scent. She smelled like the sweetest memory.

"I feel the same way, Ophelia." he said and turned a bit pink. "It's decided then."

"You won't regret it. The two of us will be an unstoppable force. We will conquer HYDRA." she looked at him with a triumphant smile.


	9. Chapter 9

"Come, hurry. We'll be late from the interview." Jemma's voice was full of excitement.

"What interview?" asked Fitz absentmindedly as he readjusted the gauge on his instrument. "I don't remember anything about an interview. I really want to finish the calibration of this."

"Have you forgotten? Agent Weaver told us about an opportunity. They are looking for scientists for a new mobile unit. We fit the bill. " Jemma circled around to stand directly in front of him. Her closeness sent warm waves around his body – the lowkey desire he felt for his best friend the best and worst thing of his life that he tried to deny, ignore, conceal on a daily basis.

Fitz finally looked at her with a dramatic sigh. "But why, Simmons? Why would we leave Sci-Ops? And on top of it to join a mobile unit? Our night-night gun project is going so well. We have excellent equipment…"

"and endless red tape. Come on, Fitz" Jemma rolled her eyes and leaned even closer. Fitz tried not to stare at her cleavage. "Don't you want some adventure? Don't you ever want to see life outside of the lab?"

"Oh you mean to get outside of THIS spacious, cutting edge facility to get inside a cramped little lab with…" Fitz replied waving his hands around in exaggerated movements to show the size difference.

"…with me. You know if we stay, sooner or later they'll split us up. I heard they want to put you on weapons development full time." Fitz looked at her with surprise, but Jemma was always more up-to-date on corridor rumours. "Let's hear him out, Fitz. After all, Agent Coulson is a legend." she smiled at him. Fitz could never resist her. Plus, she was persistent.

"Ok, fine. Just let's get over with it quickly." he grumpily agreed.

When they entered the meeting room, Agent Coulson was already waiting there. He had thinning hair and a gentle smile; he did not look like anything Fitz imagined a legendary, senior field agent. He reminded him of a kind school teacher.

"I'm Phil Coulson" he rose from his seat to shake their hands. "I'm very pleased to meet you Agent Simmons, Agent Fitz. Everyone, especially Agent Weaver speaks highly of you."

"It's our pleasure, sir." Jemma replied. It had become a habit for her to be the spokesperson of their duo in such situations.

"So let's get right down to business: I am putting together a highly specialized unit and I think you two would be the perfect fit for it." Coulson said.

"Could you tell a bit more about the mission of this unit, sir?" Jemma asked with a polite smile.

"How does being in the frontline of alien biology and technology sound to you?" the older man replied. Fitz perked up – _this was maybe something to consider_.

"How so?" he asked.

"The unit is put together to track down powered individuals…"

"…for what purpose exactly, Agent Coulson?" Jemma interjected.

Coulson kept glancing between them with an amused smile. "Ideally, we want to work with them. But if we cannot, we need to keep tabs on them to protect people if needed."

"Why us? We have no field experience to speak of." Fitz interjected. Jemma looked at him crossly. He shrugged than whispered to her rather loudly "Well Simmons – it's true."

"I've read your personnel file. You are not only two of SHIELD's brightest, but you both think outside the box. Together you make connections other people cannot. We need that kind of thinking on the field." Coulson said calmly.

"But wouldn't that be a waste of our talent, chasing after powered people?" Fitz asked drawing up his eyebrows.

Coulson smiled at him. "You will get the first-hand opportunity to study them, to come into contact with objects of unbelievable potential. Didn't you file three weeks ago a request for a rare toxin? Have you gotten a reply yet?"

"How would you know that, sir?" they asked in unison.

"Like I said, I read your file. Your entire file. Also, I am level 10. I can offer you unfettered access and no red tape." He replied simply.

"The no red tape part does sound good." admitted Fitz.

"What about our lab?" Simmons asked.

"You would be free to equip it how you want. Whatever equipment you can fit on the Bus is yours." Coulson nodded then he turned to Fitz "Agent Fitz, I heard you know a little something about airplanes. You could even make the tweaks and modifications you want on it. The only thing you are not allowed to touch is Lola."

"Who is exactly Lola?" Fitz asked, intrigued. Modifying SHIELD airplanes sounded like entirely too much fun to pass up on.

"No, you have to come on board to know that." Coulson replied mysteriously.

"And the rest of the team?" Jemma asked.

"We will start small – a specialist, a pilot, you two and myself. This is not a combat unit; more of a welcoming committee."

"We haven't said yes, yet." Simmons protested.

"But you do want to, Dr Simmons. I got your interest, I can tell." Coulson nodded with a slightly smug expression on his face. "So we have a deal then?"

"Would you mind giving us a minute, sir?" asked Simmons sweetly and pulled Fitz out to the corridor. She grabbed Fitz's hand excited. "Fitz, this is it. I feel it. It's the perfect opportunity for us to see the world. We would be fools to pass this one up. Think about it, alien materials and biology, all ours to discover without endless paperwork. And we can keep working together."

"What about the night-night pistol?" Fitz asked unconvincesd.

"We can finish it on the Bus." Jemma replied. "Come on, it will be an adventure. And if we regret it, I'm sure we'll find other offers easily."

"Mark my words, Simmons, we WILL regret it." Fitz was excited – a lab of their own sounded heavenly – but at the same time he had a feeling of doom.

"You don't have to come…" she looked at him dejectedly.

"And let you get into God knows what kind of trouble? No, if you go, I'm coming with you. All I'm saying is; we will regret this." Fitz said, but he smiled at her warmly.

"Thank you, Fitz. I really think it will be good for us." she smiled and placed a quick peck on his cheek. They both turned a bit pink as they looked at each other fondly. Fitz quickly looked away, studying his sneakers as if the mysteries of the world would be revealed through them. They went back to the room to Coulson who was patiently waiting for them.

"We have a deal, sir." Jemma announced triumphantly.

 _Framework_

Leopold worked frantically trying to identify the bug in the surveillance drones. The work order came down - as always - with extreme short deadlines and high pressure. He had managed to build a reputation as a fixer; someone HYDRA could always count on to perform a miracle. And when he got stuck, Ophelia had the uncanny ability to pinpoint the issue and help him deliver the project just on time, without any hiccups.

She worked her way up to lead the strategic planning of the lab; designing the projects. Leopold was in charge of the science and he ran the lab with precision and a single-minded determination to deliver everything on time. Despite his young age, he quickly became the _de facto_ head of the lab. His colleagues looked up at him with a mixture of fear, jealousy and respect; he was quick to find any fault in their work and ruthless when it came to exposing it. This led to him being isolated from the social life; spending most of his precious little free time with his father and with Ophelia, who remained his only friend.

He stayed long past everyone in the lab and started before anyone arrived. As he worked on a new simulation to identify the problem, he heard the familiar click-clack of Ophelia's high heels and felt her scent before she opened the door.

"What are you working on so late?" she asked with a smile.

"Someone, in charge of planning is giving me impossible deadlines." he quipped back, but was pleased to see her nonetheless. A hot flush of desire spread over him as he saw her – she was wearing a tight, form-fitting dark grey suit with a low-cut white shirt and black stilettos. Leopold swallowed hard as she stood in front of him leaning over the lab table, revealing the curve of her perfect breasts encased in a lacy bra.

She put her hand on his and said playfully "My deadlines are serving you rather well, Leopold. You have a reputation now as the miracle-worker Doctor. In fact, that's why I came to see you. Malick asked to meet you." Leopold wondered why; Malick was the head of HYDRA.

"What does he want from me?" Leopold asked.

"I think he has plans for you – well, for both of us really. Maybe it's time to stop following orders and take our place among the real players." she said, but all Leopold could see were her thick eye-lashes over her sparkling eyes.

"I'm quite comfortable here in my lab, Ophelia. I think this is where I do my best work. I'd much rather leave the politics to Malick…" he caressed her hand with his thumb "or you. Clearly, you relish it."

"I do." Ophelia said, her eyes half-closed in a lusty look. "Still, I think you should hear him out." She leaned closer her breath impossibly hot against his ears "And there is no one else I'd rather work with on this, but you, Leopold. You are the only one I trust." She stood up. "You'll be there? 8 o'clock in the morning."

"If it's important to you, I'll be there." he replied a bit breathless as Ophelia turned and walked out the lab, hips swaying alluringly at each step.

Ophelia was waiting for him outside of Malick's office, when Leopold appeared dressed in his best suit, impeccably pressed white shirt with cufflinks and a dark tie. Ophelia looked over him appreciatively "You clean up rather nice, Leopold." she smiled suggestively and his blood started to boil. He was ready to do anything to impress this girl.

They entered into Malick's office together. The head of HYDRA stood at the window, taking in the impressive view from the Triskelion looming over the city. He turned then gestured them to take a seat.

"Doctor Fitz, Ophelia dear here has sang your praises. I think it is time for a talent like you to come into the spotlight." he said. "It is time to show the world what kind of a man you are."

"Sir" Leopold interjected hesitantly "I'm a scientist and my place is in the lab."

"Maybe in conventional times." nodded Malick." But we live in unconventional times. Do I need to remind you of the Cambridge incident? The innocent lives we lost? It could have been any of us or those close to us. We need minds like yours on the field. We need to be able to counter the inhuman threat."

Leopold looked at him "What do you have in mind?"

"Each inhuman has its own peculiar skill set. I need you to work on solutions that will neutralize these so we can capture them and eliminate the threat to our society. This is what the people want from HYDRA – safety, security and you are just the person to give it to them, Doctor Fitz." Malick looked at him intensely then glanced to the side "Or so Ophelia tells me."

Leopold was not convinced that his talents were best utilized by chasing down inhumans. But what he wanted even less was to disappoint Ophelia. So, he nodded and said "Whatever you need, sir. I will be happy to do my part."

Malick's smile widened. "I hoped you would say that. You have a bright future here, Doctor. But people need to look up to you and you need field experience for that. I think ultimately you won't regret this decision." They shook hands.

As they left the room, Ophelia stopped him on the corridor. "I'm so proud of you, Leopold. I think this is the right move, for both of us." she leaned closer and placed a quick kiss on his cheek. He closed his eyes and thought that was an uncannily strange feeling, like he already had lived this moment before. A peck on the cheek that changed his life forever.


End file.
